Count.It Journey End User Licensing Agreement (EULA)
Updated May 2024
Overview
Count It Labs Inc. provides a wellness challenge platform, including mobile apps, known as "Count.It Journey." On the platform, End Users participate in virtual challenges via the Count.It Journey app, and Group Admins create and manage challenges using both the mobile app and a web admin dashboard. For the purposes of this agreement, the app and website, as well as related Help Center and other elements of the platform, will be referred to as the “Services.”
User Types
End Users: Participate in wellness challenges via mobile apps.
Group Admins: Have additional privileges, including creating and managing challenges, accessing reports, and managing user membership through the mobile apps and the web admin dashboard.
Your Responsibilities
Conduct: You are responsible for your behavior while using the Services. Misconduct may result in account deletion, although Count It Labs Inc. is not obligated to take such action. Count It Labs Inc. is not liable for the content shared or posted by users through the Services.
Our Intellectual Property
Protection: The Services are protected by copyright, trademark, and other US and international laws. These Terms do not grant you any right, title, or interest in the Services, other users’ content, or Count It Labs Inc.'s trademarks, logos, and brand features.
Feedback: Count It Labs Inc. welcomes feedback and suggestions but may use them without any obligation to you.
Free and Premium Accounts
Free Accounts
General Use: Users on the free plan can access the Services without any billing obligations. However, they must adhere to the same conduct and usage policies as Premium users.
Email Address: If you sign up with an employer-provided email address, your employer may restrict your use of the Services until you associate it with a personal email address.
Premium Accounts
Billing: Count It Labs Inc. will bill you at the end of each month for billable activity during the prior month. You are responsible for all applicable taxes, and Count It Labs Inc. will charge tax when required.
No Refunds: You may cancel your Premium Account at any time, but refunds for past fees will not be issued.
Downgrades: Your Premium account remains active until canceled or terminated under these Terms. Non-payment may result in suspension or downgrade to a free plan.
Fee Changes: Count It Labs Inc. may change its fees but will notify you in advance via email.
Using Premium: If you use a Premium account, you must comply with your employer’s terms and policies. Note that your employer controls the Premium account and may access, disclose, restrict, or remove information or terminate your access.
Privacy and Data Security
Privacy Policy: User privacy and data security are addressed in our separate Count It Labs Privacy Policy document, which is located here.
Termination
User Termination: You may stop using the Services at any time.
Service Termination: Count It Labs Inc. reserves the right to suspend or terminate the Services at any time, without notice, especially if you violate these Terms or use the Services in a manner that causes legal liability or disrupts others’ use.
Inactive Accounts: Except for Premium Accounts, Count It Labs Inc. may terminate and delete accounts inactive for 12 consecutive months. Notice will be provided via the associated email.
Services “AS IS”
Disclaimer: Count It Labs Inc. strives to provide excellent Services but cannot guarantee them. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTIES OF ANY KIND. This includes implied warranties of MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, and NON-INFRINGEMENT. Some states do not allow disclaimers, so they may not apply to you.
Limitation of Liability
Damages: TO THE FULLEST EXTENT PERMITTED BY LAW, COUNT IT LABS INC. AND ITS AFFILIATES, SUPPLIERS, OR DISTRIBUTORS WILL NOT BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR LOSS OF USE, DATA, BUSINESS, OR PROFITS. AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES WILL NOT EXCEED THE GREATER OF $20 OR THE AMOUNTS PAID BY YOU TO COUNT IT LABS INC. FOR THE PAST 12 MONTHS. Some states do not allow these limitations, so they may not apply to you.
Resolving Disputes
Informal Resolution: Before filing a claim, try to resolve the dispute informally by contacting support@countit.com. Count It Labs Inc. will attempt to resolve it via email within 15 days.
No Class Actions: Disputes must be resolved on an individual basis. Class actions and consolidation with other arbitrations are not permitted.
Controlling Law & Venue
Governing Law: These Terms are governed by Delaware law, excluding its conflict of laws principles.
Venue: Any dispute will be resolved exclusively in the state and federal courts within Delaware.
Entire Agreement
Supersession: These Terms constitute the entire agreement between you and Count It Labs Inc., superseding any prior agreements. They do not create any third-party beneficiary rights.
Waiver, Severability & Assignment
Waiver: Count It Labs Inc.'s failure to enforce any provision is not a waiver of its right to do so later.
Severability: If a provision is found unenforceable, the remaining Terms remain in effect.
Assignment: You may not assign your rights under these Terms; any attempt is void. Count It Labs Inc. may assign its rights to any affiliate, subsidiary, or successor.
Modifications
Revisions: Count It Labs Inc. may revise these Terms and will always post the current version on its website. Significant changes will be emailed to Premium clients 30 days before posting for review and comment.